-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VOP9KYestFvmJOX6QRZIvs6cY3fT9YdfHtUTHHSyBcNEEUD5DdSPugHnZj0edVNs S6JcVS+8z566Vs4kc2VeCw== 0001104659-07-025261.txt : 20070403 0001104659-07-025261.hdr.sgml : 20070403 20070403104310 ACCESSION NUMBER: 0001104659-07-025261 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20070402 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070403 DATE AS OF CHANGE: 20070403 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EVANS & SUTHERLAND COMPUTER CORP CENTRAL INDEX KEY: 0000276283 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 870278175 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14677 FILM NUMBER: 07742036 BUSINESS ADDRESS: STREET 1: 770 KOMAS DR CITY: SALT LAKE CITY STATE: UT ZIP: 84108 BUSINESS PHONE: 8015881815 MAIL ADDRESS: STREET 1: 770 KOMAS DR CITY: SALT LAKE CITY STATE: UT ZIP: 84108 8-K 1 a07-9734_18k.htm 8-K

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549


 

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 2, 2007

EVANS & SUTHERLAND COMPUTER CORPORATION
(Exact name of registrant as specified in its charter)

Utah

 

001-14677

 

87-0278175

(State or Other Jurisdiction of

 

(Commission

 

(I.R.S. Employer

Incorporation)

 

File Number)

 

Identification No.)

 

770 Komas Drive

Salt Lake City, Utah 84108

(Address of Principal Executive Offices)


 

(801) 588-1000
(Registrant’s telephone number, including area code)


 

Not applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o            Soliciting material pursuant to Rule 425 under the Exchange Act (17 CFR 240.14.a-12)

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 




 

Item 2.02.              Results of Operations and Financial Condition

The following information is furnished pursuant to Item 2.02, “Results of Operations and Financial Condition,” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

On April 2, 2007, Evans & Sutherland Computer Corporation issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2006.  A copy of the press release is attached hereto as Exhibit 99.1.

The information contained in this Current Report, including the exhibit, shall not be incorporated by reference into any filing of Evans & Sutherland Computer Corporation, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01.                                          Financial Statements and Exhibits

(d)           Exhibits.

99.1                           Press Release, dated April 2, 2007, issued by Evans & Sutherland Computer Corporation, furnished pursuant to Item 2.02 of Form 8-K.

2




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: April 3, 2007

EVANS & SUTHERLAND COMPUTER CORPORATION

 

 

 

 

By:

/s/ Paul L. Dailey

 

 

Paul L. Dailey

 

 

Chief Financial Officer

 

 

and Corporate Secretary

 

3




Exhibit Index

Exhibit 99.1. Press Release, dated April 2, 2007, issued by Evans & Sutherland Computer Corporation.

 

4



EX-99.1 2 a07-9734_1ex99d1.htm EX-99.1

Exhibit 99.1

770 Komas Drive

NEWS RELEASE

Salt Lake City, UT 84108 USA

For Immediate Release

 

Evans & Sutherland Reports Fourth Quarter and Full Year 2006 Results

SALT LAKE CITY, UTAH, April 2, 2007, Evans & Sutherland Computer Corporation (E&S) (NASDAQ: ESCC) today reported financial results in its Form 10-K filing for the fourth quarter and year ended December 31, 2006.

Sales for the year were $15.0 million, compared to sales of $15.1 million for 2005 adjusted on a continuing operations basis.  Although the overall result for the year, after the gain realized on sale of the Company’s simulation business, was net income of $22.0 million, there was a net loss from continuing operations for the year of $9.5 million or $0.88 per share, compared to net loss of $3.5 million or $0.34 per share, in 2005.  Backlog as of December 31, 2006 was $20.4 million, down 7.4% from the third quarter and up 23% from December 31, 2005, reported on a continuing operations basis.  For the fourth quarter ended December 31, 2006, sales were $4.3 million compared to sales of $3.9 million for the fourth quarter of 2005.  The net loss from continuing operations for the fourth quarter of 2006 was $4.5 million compared to breakeven results in 2005.  The results from continuing operations for the fourth quarter of 2005 included a gain from the sale of a building of $2.7 million.  Including discontinued operations, the net loss for the fourth quarter of 2006 was $4.3 million, or $0.39 per share, compared to net income of $7.6 million, or $0.72 per share, in 2005.  The results for the fourth quarter of 2005 included a gain from an insurance settlement of $8.0 million that was included in discontinued operations.

Comments from David H. Bateman, President and Chief Executive Officer: “The fourth quarter of 2006 was a continued period of transition for E&S.  However, many of




the post-closing actions related to our sale of the simulation businesses were completed and more time was spent focused on the current business of E&S, including the integration of Spitz. We continued to make significant progress in the implementation of improvements in our laser projector product.

Within our ongoing operations, results for the fourth quarter were somewhat depressed over the third quarter, and still reflected increased expense attributable to the continued development and transition to production of the laser projector.  This transition included costs to support late stage pre-production projectors that were delivered to support existing customers.  We are currently receiving and incorporating the improved laser components which we expect will facilitate completion of our production deliveries.  The ramp up of these improvements accelerated through the fourth quarter and into 2007 with several deliveries of these improved products expected to occur during the first half of 2007.

 Revenue and orders booked for the Digital Theater business, including Spitz, were impacted in the fourth quarter by delays in new contracts being awarded.  These awards were anticipated late in the fourth quarter of 2006, but have been received in the first quarter of 2007.  Orders booked in the first quarter have been strong at approximately $12.0 million. Revenues for Digital Theater were also negatively impacted by previously discussed delays in delivery and acceptance of our laser projectors.

With the continuing integration of Spitz, improvements in production and performance of our laser projector, increased customer interest, and the exploitation of new areas for our laser technology, we remain confident and positive for the future direction of the Company.”

Comments from David J. Coghlan, Chairman of the Board: “In our third quarter press release last November we described the two business elements that now comprise Evans & Sutherland.  These are:




(i)                                     Digital Theater (including E&S and Spitz), which we believe to be the global market leader in the design, supply and service of planetariums and similar dome-based entertainment and educational theaters for the projection of computer-generated shows; and

(ii)                                  Advanced Displays, which develops high technology laser projection systems for planetariums, flight simulators and potentially wider markets.

We also stated that the Board was in the process of evaluating the full range of options available to maximize value to shareholders and that we would report on our progress by the end of the first quarter of the current year.

In the initial stage of this evaluation, the Company, assisted by outside experts on relevant markets and technology, has completed a detailed analysis of the position and potential of E&S’ laser projection technology. The primary conclusion from this analysis is that the second generation of E&S’ core patented laser projection technology, scheduled for commercial release during 2008, will have around a 3:1 fundamental cost/performance advantage in high-end projection applications against current alternative technologies (principally LCD, LCOS and DLP). The markets addressable by this technology include, in addition to E&S’ traditional markets of planetariums and flight simulation, the much larger commercial markets for control rooms and large indoor venues, as well as the top end of the home projection market. According to outside experts, the total estimated size of these additional high-end market segments addressable by E&S is currently around $730 million per year, projected to grow to $1.2 billion by 2010. The profit opportunity from even a relatively modest share of this identified addressable market could be substantial.

The Company has developed and begun implementation of a business plan to exploit this opportunity, including continued R&D investment in the laser projector products of around $5-6 million per year. The Company is confident that the exciting potential of the laser projector opportunities fully justifies these investments. The business plan will be




monitored closely and reviewed regularly to ensure objectives are being met and that the assumptions remain valid.

In the meantime, delays experienced over the past year with outside supply of a key component of E&S’ first generation laser projector are now apparently being overcome. This should mean an improved operating contribution from current laser products during 2007. Since the recent disposal of the Company’s simulation activities, much has been done to streamline corporate operations and reduce the ongoing cost-base of E&S. Continuing action will be taken in this area during the current year. It is nevertheless unrealistic to expect the current revenue base to generate sufficient contribution in 2007 to offset fully both the investment in laser products R&D and the level of overhead required for a registered public company.

Since our last press release, the Board has also confirmed David H. Bateman as President and Chief Executive Officer and Paul L. Dailey as Chief financial Officer and Corporate Secretary.  These actions recognize the efforts and results achieved by Dave and Paul during their interim assignments and establish a solid and stable executive management base for the Company.

As E&S moves to a new stage in its development following the major restructuring last year, the Board will continue to evaluate a range of alternatives available to further enhance value for shareholders.”

The Company advises that there can be no assurance that such evaluation will result in any specific course of action.  The Company does not expect to disclose further developments regarding the process unless and until the Board has approved a course of action.




 

Statements in this press release which are not historical, including statements regarding E&S’ or management’s intentions, hopes, beliefs, expectations, representations, projections, plans, or predictions of the future are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  The Company assumes no obligation except as required by law to update the forward-looking statements contained in this press release as a result of new information or future events or developments. You can identify these statements by the fact that they use words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “should,” “plan,” “goal,” “believe,” “confident” and other words and terms of similar meaning in connection with any discussion of future operating or financial performance together with the negative of such expressions. Among the factors that could cause actual results to differ materially are the following: the ability of the Company to successfully integrate the Spitz business; the ability to complete production models of its laser projectors without further delays or higher costs; the Company’s ability to successfully market both new and existing products domestically and internationally; difficulties or delays in manufacturing; results of the Board’s evaluation of alternatives available to enhance value for shareholders; and market and general economic conditions. A further list and description of these risks, uncertainties and other matters can be found in the Company’s reports filed with the Securities and Exchange Commission.

 

Consolidated Statements of Operations (XLS)

E&S is a registered trademark of Evans & Sutherland Computer Corporation.

###

Contact:
David H. Bateman
President and CEO
Evans & Sutherland
770 Komas Drive, Salt Lake City, UT 84108
801-588-1674
dbateman@es.com




CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS INFORMATION

(In thousands, except share and per share data)

Unaudited

 

 

 

Three Months Ended

 

Year Ended

 

 

 

 December 31, 2006 

 

December 31, 2005

 

December 31, 2006

 

December 31, 2005

 

 

 

 

 

 

 

 

 

 

 

Sales

 

$

4,308

 

$

3,896

 

$

15,048

 

$

15,111

 

Cost of sales

 

4,101

 

2,523

 

11,442

 

8,517

 

Gross profit

 

207

 

1,373

 

3,606

 

6,594

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

2,322

 

1,667

 

10,129

 

6,128

 

Research and development

 

2,473

 

2,618

 

9,071

 

7,233

 

Operating expenses

 

4,795

 

4,285

 

19,200

 

13,361

 

Gain on assets held for sale

 

(12

)

2,745

 

(12

)

2,745

 

Operating loss

 

(4,600

)

(167

)

(15,606

)

(4,022

)

Other income (expense), net

 

126

 

126

 

216

 

505

 

Loss from continuing operations before income taxes

 

(4,474

)

(41

)

(15,390

)

(3,517

)

Income tax (expense) benefit

 

1,949

 

(6

)

5,910

 

(6

)

Net loss from continuing operations

 

(2,525

)

(47

)

(9,480

)

(3,523

)

Income (loss) from discontinued operations, net of tax

 

(177

)

7,623

 

(4,178

)

2,389

 

Gain (loss) on sale of discontinued operations, net of tax

 

(1,616

)

 

35,643

 

 

Net income (loss) from discontinued operations

 

(1,793

)

7,623

 

31,465

 

2,389

 

Net income (loss)

 

$

(4,318

)

$

7,576

 

$

21,985

 

$

(1,134

)

 

 

 

 

 

 

 

 

 

 

Net income (loss) per common share basic:

 

 

 

 

 

 

 

 

 

Loss per share from continuing operations - basic

 

$

(0.23

)

$

(0.00

)

$

(0.88

)

$

(0.34

)

Net income (loss) per share from discontinued operations - basic

 

(0.16

)

0.72

 

2.91

 

0.23

 

Net income (loss)per share - basic

 

$

(0.39

)

$

0.72

 

$

2.03

 

$

(0.11

)

Weighted average common shares outstanding - basic

 

11,052

 

10,530

 

10,826

 

10,523

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per common share - diluted:

 

 

 

 

 

 

 

 

 

Loss per share from continuing operations - diluted

 

$

(0.23

)

$

(0.00

)

$

(0.87

)

$

(0.34

)

Net income (loss) per share from discontinued operations - diluted

 

(0.16

)

0.72

 

2.90

 

0.23

 

Net income (loss) per share - diltued

 

$

(0.39

)

$

0.72

 

$

2.03

 

$

(0.11

)

Weighted average common shares outstanding - diluted

 

11,053

 

10,530

 

10,847

 

10,523

 

 

CONDENSED CONSOLIDATED BALANCE SHEETS INFORMATION

(In thousands)

Unaudited

 

 

 

December 31, 2006

 

December 31, 2005

 

Assets

 

 

 

 

 

Cash and restricted cash

 

$

16,182

 

$

15,705

 

Net receivables, billed and unbilled

 

7,064

 

4,020

 

Inventories

 

6,713

 

1,886

 

Net property, plant and equipment

 

12,689

 

6,637

 

Prepaid pension and retirement

 

9,449

 

0

 

Other assets

 

3,284

 

2,037

 

Assets related to discontinued operations

 

 

37,765

 

Total assets

 

$

55,381

 

$

68,050

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity (Deficit)

 

 

 

 

 

Accounts payable and accrued expenses

 

$

8,364

 

$

6,514

 

Other liabilities

 

24,635

 

30,299

 

Liabilities related to discontinued operations

 

 

37,692

 

Stockholders’ equity (deficit)

 

22,382

 

(6,455

)

Total liabilities and stockholders’ equity (deficit)

 

$

55,381

 

$

68,050

 

 

BACKLOG

(In thousands)

Unaudited

 

 

December 31, 2006

 

December 31, 2005

 

 

$

20,408

 

$

16,548

 

 



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